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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Broadcom Corporation
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
11132010
(CUSIP Number)
August 20, 1999
(Date of event which requires filing of this statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
/_/ Rule 13d-1(b)
/X/ Rule 13d-1(c)
/_/ Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
Page 1 of 5 pages
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CUSIP NO. 11132010 SCHEDULE 13G PAGE 2 OF 5 PAGES
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1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
General Instrument Corporation; 36-4134221
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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5 SOLE VOTING POWER
4,375,000 shares of Class A Common Stock
(See responses to Item 2(d) and Item
NUMBER OF 4(a))
SHARES ---------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 0
EACH ---------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 4,375,000 shares of Class A Common Stock
WITH (See responses to Item 2(d) and Item 4(a))
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8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,375,000 shares of Class A Common Stock (See responses to Item
2(d) and Item 4(a))
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.9% of the Class A Common Stock (See response to Item 4(b))
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12 TYPE OF REPORTING PERSON
CO
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CUSIP NO. 11132010 SCHEDULE 13G PAGE 3 OF 5 PAGES
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ITEM 1.
(a) Name of Issuer: Broadcom Corporation
(b) Address of Issuer's Principal Executive Offices:
16215 Alton Parkway
Irvine, California
92618
ITEM 2.
(a) Name of person filing: General Instrument Corporation
(b) Address of principal business office, or, if none, residence:
101 Tournament Drive
Horsham, Pennsylvania
19044
(c) Citizenship: Delaware
(d) Title of class of securities: Class A Common Stock(1)
(e) CUSIP number: 11132010
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), OR
13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
Not applicable.
ITEM 4. OWNERSHIP
Provide the following information regarding the aggregate
number and percentage of the class of securities of the issuer
identified in Item 2(d).
(a) Amount of beneficially owned: 4,375,000(2)
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(b) Percent of class: 8.9%(3)
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(1) General Instrument Corporation holds (a) 10,000 shares of Class A
Common Stock and (b) 4,365,000 shares of Class B Common Stock, which
are convertible into Class A Common Stock on a share for share basis.
See also Note 2 below.
(2) This number of shares beneficially owned takes into account (a) a stock
dividend of 2,250,000 shares of Class B Common Stock paid to General
Instrument Corporation by the issuer on or about February 17, 1999, (b)
General Instrument Corporation's sale of 65,000 shares of Class A
Common Stock on June 22, 1999 pursuant to Rule 144 ("Rule 144") under
the Securities Act of 1933, as amended, and (c) General Instrument
Corporation's sale of 60,000 shares of Class A Common Stock on August
20, 1999 pursuant to Rule 144.
(3) In its Schedule 13G filed on February 4, 1999, General Instrument
Corporation reported that it owned approximately 5.0% of the Class A
Common Stock. However, pursuant to Rule 13d-3(d)(1)(i), the correct
percentage that should have been reported at that time was 14.3%.
Following General Instrument Corporation's sales of Class A Common
Stock on June 22, 1999 and August 20, 1999 (see Note 2 above) and based
on the number of shares of Class A Common Stock outstanding as of June
30, 1999 (as reported in Broadcom Corporation's Form 10-Q filed with
the SEC on August 16, 1999), General Instrument Corporation's
percentage ownership is 8.9% as of the date of this filing.
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CUSIP NO. 11132010 SCHEDULE 13G PAGE 4 OF 5 PAGES
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(c) Number of shares as to which the person has:
(i) sole power to vote or to direct the vote
4,375,000
(ii) shared power to vote or to direct the vote
0
(iii) sole power to dispose or to direct the disposition of
4,375,000
(iv) shared power to dispose or to direct the disposition
of
0
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
Not Applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON:
Not Applicable
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY:
Not Applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
Not Applicable
ITEM 9. NOTICES OF DISSOLUTION OF GROUP:
Not Applicable
ITEM 10. CERTIFICATION:
By signing below, I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose or effect.
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CUSIP NO. 11132010 SCHEDULE 13G PAGE 5 OF 5 PAGES
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: September 29, 1999 GENERAL INSTRUMENT CORPORATION
By: /s/ Robert A. Scott
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Name: Robert A. Scott
Title: Senior Vice President,
General Counsel and Secretary
